Revenue-generating activity
The seller reports current revenue and an efficient operating structure. Audited accounts, management accounts, cash flow, tax and customer concentration must support that statement.
Singapore · Hong Kong · Canada
The owner confirms the group's stated active Singapore SPI, Hong Kong MSO, Canadian FINTRAC MSB and Bank of Canada PSP footprint. The seller reports revenue-generating operations, banking and settlement relationships across three regions, proprietary payment technology and fiat-to-digital-asset workflows. A Singapore MPI application is reported as pending, not granted. The proposed transaction is a purchase of all group shares, subject to separate regulatory and counterparty workstreams as of July 2026. Price is on request.

The offer in short
Project Atlas is an anonymised offer for a Singapore-led payment-services group with operating companies in Singapore, Hong Kong and Canada. The proposed structure is a 100% acquisition of the Singapore holding company and its subsidiaries. The owner confirms the stated active regulatory footprint. Legal names, licence and registration numbers, exact service scopes and the ownership chain remain confidential and must be matched to current regulator records under NDA.
The seller describes the group as operational and revenue generating. Reported assets include bank and payment-provider relationships in Asia-Pacific, North America and Europe, a deployed core payments and onboarding stack, and fiat-to-digital-asset integrations. The seller also reports a pending application to change the Singapore licence from Standard Payment Institution to Major Payment Institution. None of those commercial statements establishes scope, production status, ownership or continuity without the underlying evidence.
This is not an acquisition of a bank or a single global permission. Each subsidiary operates inside a distinct regime. Singapore payment services are limited to the activities recorded by the Monetary Authority of Singapore (MAS); Hong Kong MSO scope is money changing and/or remittance; Canadian FINTRAC and Bank of Canada registrations are separate and neither is a banking licence. The buyer needs a closing plan for each legal entity as well as the group.
Read this first
The phrase neo-bank is a product description, not the regulatory status evidenced by this offer. A Singapore SPI, Hong Kong MSO, Canadian FINTRAC MSB and Bank of Canada PSP registration do not create a deposit-taking licence or a single permission that travels across the group. Customer accounts, virtual IBANs, settlement access and card or digital-asset products must be traced to the entity, permission and counterparty that actually provides them.
A Singapore Standard Payment Institution is expressly a threshold-limited licence. Under the Payment Services Act 2019, the Major Payment Institution tier is required when the applicable calendar-year average monthly transaction value exceeds S$3 million for one relevant payment service or S$6 million across two or more, or when the statutory S$5 million e-money test is crossed. Exact calculations and exclusions require review against the target's services and reporting.
The seller reports that an MPI application is in progress. An application does not expand the current SPI permission, remove its thresholds or predict the MAS decision. Until MAS grants a change and the public record is updated, the public position remains SPI with only the services recorded for that entity.
Regulatory footprint
| Entity | Current position | Buyer check |
|---|---|---|
| Entity Singapore operating company | Current position Owner-confirmed active SPI; seller-reported MPI change application pending | Buyer check Match MAS entry, licensed services, thresholds, returns, application stage and correspondence |
| Entity Hong Kong operating company | Current position Owner-confirmed MSO licence for its recorded money-service scope | Buyer check Match C&ED register entry, remittance or money-changing scope, premises, expiry and conditions |
| Entity Canadian operating company | Current position Owner-confirmed FINTRAC MSB registration and Bank of Canada PSP registration | Buyer check Match both registers, activities, payment functions, update history and enforcement position |
| Entity Group holding company | Current position Seller proposes a sale of all shares in the group structure | Buyer check Verify cap table, subsidiaries, intercompany rights, debt, assets, IP and seller authority |
Seller-reported operations
The seller reports current revenue and an efficient operating structure. Audited accounts, management accounts, cash flow, tax and customer concentration must support that statement.
The seller names DBS and OCBC relationships, National Nobu, an Australian payment provider and a Vietnam bank. Identify the exact counterparty, account holder, purpose and status.
The seller names International Bank of Chicago, Community Bank USA and Sterling Bank. Agreements and payment messages must distinguish accounts, routing and any direct clearing.
Banking Circle and Currencycloud integrations are reported for multi-currency and virtual account services. Contracting entities, programme model and ownership-change clauses require review.
The seller reports a deployed core banking and onboarding platform. Source code, IP title, architecture, security, licences, vendors and current production use must be established.
The seller reports operational fiat on-ramp and off-ramp flows. Each leg requires an entity, permission, provider, custody, safeguarding and jurisdiction map.
Banking and settlement
The seller presents the banking network as a core acquisition asset. Existing accounts and provider integrations can be valuable, but the buyer should not collapse different functions into a single claim. Operating accounts, client-money or safeguarding arrangements, collection accounts, virtual-account programmes, FX relationships and correspondent routing create different rights and risks.
For every named institution, the VDR should identify the exact legal counterparty and account holder, currencies, permitted use, balance history, current activity and contractual role. Bank statements, SWIFT or payment messages and reconciliation files should support the claimed flows. The phrase direct USD clearing should be used only if the legal and operational chain proves direct access rather than an account or correspondent arrangement.
Ownership changes can trigger fresh KYB, source-of-funds review, risk reclassification, limits or termination. A relationship held by one subsidiary does not automatically become available to every other group company. Counterparty notification, consent and written continuity should be tracked separately from regulatory approval and made closing conditions where the buyer's model depends on them.
Digital assets and technology
A payment-services status does not establish a group-wide digital-asset permission. In Singapore, digital payment token service is a separately enumerated activity and must appear in the MAS permission where the licensed entity performs it. In Canada, FINTRAC registration should be checked for dealing in virtual currency, while the Bank of Canada RPAA perimeter concerns qualifying fiat electronic fund transfers and does not certify digital-currency activity. A Hong Kong MSO licence covers money changing and/or remittance, not a general virtual-asset permission.
The buyer should document whether each digital-asset leg is performed by a group company or a third-party provider. The file should cover customer contracting, custody, wallets, liquidity, travel-rule data, screening, transaction monitoring, settlement, fees, complaints and exit rights. Marketing language about a bridge is not enough to allocate regulatory responsibility.
Technology diligence should run in parallel. Obtain the code repository and commit history, IP assignments, open-source inventory, cloud and vendor contracts, penetration tests, incidents, business-continuity evidence, data maps and integration credentials. Demonstrate which modules are live, dormant or dependent on counterparties, and cost the work required for the buyer's target products before treating reactivation or white-labelling as ready.
Financials and governance
The seller reports that the group generates revenue, has no debt and operates with a core compliance team in place. Those statements need consolidated and entity-level financial evidence. Diligence should reconcile audited accounts, current management accounts, bank statements, tax filings, intercompany balances, deferred revenue, client funds, contingent liabilities and off-balance-sheet commitments.
Revenue quality matters as much as the headline. Identify customers, service lines, jurisdictions, gross and net presentation, related-party revenue, concentration, churn and margins after bank, scheme, FX, compliance and technology costs. A debt-free statement should include shareholder loans, leases, contingent undertakings, tax exposures, litigation and commitments to maintain capital or provide security.
The seller also refers to former public-sector experience on the board. Verify identities, appointments, regulatory approvals where required, conflicts, time commitment and retention terms. Prior public service does not establish future regulator or bank treatment. The buyer still needs a governance design that fits each licensed entity and the post-acquisition plan.
Transaction mechanics
The proposed transaction is a purchase of 100% of the Singapore holding company and the included subsidiaries. The licences and registrations remain with their respective legal entities; they are not transferred to the buyer as separate certificates. The share purchase agreement should identify every regulated entity, permission, registration, bank relationship, technology asset and contract included in the perimeter.
In Singapore, a person becoming a 20% controller of a payment-services licensee requires prior MAS approval, and replacement chief executives or directors have their own approval process. In Hong Kong, proposed directors and ultimate owners of an MSO require the applicable Customs and Excise approval before appointment or ownership change. A 100% group acquisition therefore needs an entity-specific controller and management map.
Canada creates a particularly important closing condition. Under section 24 of the Retail Payment Activities Act, a registered PSP planning an acquisition of control must submit a new registration application that reflects the acquisition and become registered under it before the acquisition. FINTRAC registration updates and the AML handover are separate. Corporate completion should not be scheduled as if all three statuses simply follow the holding-company shares on the same day.
Closing map
| Workstream | Control-change position | Closing evidence |
|---|---|---|
| Workstream Singapore SPI | Control-change position Prior MAS controller approval analysis; management changes assessed separately | Closing evidence MAS decision, updated ownership and management plan, SPI threshold controls |
| Workstream Singapore MPI application | Control-change position Pending application must be updated for the proposed ownership and business plan | Closing evidence Full application, correspondence, current stage and buyer-side filing strategy |
| Workstream Hong Kong MSO | Control-change position Prior approval for proposed directors and ultimate owners, plus required notices | Closing evidence C&ED approvals, fit-and-proper files, updated particulars and licensed premises |
| Workstream Canada FINTRAC MSB | Control-change position Registration and AML information must be updated for the new ownership and model | Closing evidence Current registry record, activity list, update plan and compliance handover |
| Workstream Canada RPAA PSP | Control-change position New registration reflecting acquisition of control is required before acquisition | Closing evidence Bank of Canada registration under the acquisition application |
| Workstream Banks and providers | Control-change position Each counterparty applies its own notification, review, consent and termination terms | Closing evidence Written positions for critical accounts, payment rails and integrations |
Buyer file
Holding-company records, subsidiary chart, cap tables, seller mandate, beneficial owners, intercompany agreements and complete asset schedule.
MAS SPI entry, licence decision, services, conditions, returns, thresholds, inspections, MPI application, correspondence and controller requirements.
C&ED MSO entry, licence, approved services and premises, expiry, directors, ultimate owners, inspections, returns and correspondence.
FINTRAC record and activities, AML programme, Bank of Canada PSP entry and functions, reports, incidents and acquisition-control application plan.
Every agreement, account confirmation, statement, permitted-use clause, reconciliation, routing diagram, limit, incident and control-change provision.
Consolidated and entity accounts, management reporting, cash flow, revenue quality, liabilities, tax, litigation, client funds and regulatory capital.
IP chain, repositories, architecture, vendors, security, licences, wallets, custody, providers, transaction evidence and regulatory responsibility map.
Board and key-person files, CVs, regulator status, employment, retention, conflicts, succession, location and post-closing organisation design.
Data-room process
Qualify the buyer with corporate information, ownership, intended model and preliminary source-of-funds evidence before releasing identities.
Match all four public records and the Singapore MPI application evidence before valuing banking, technology or projected scope.
Test financials, accounts, providers, customers, technology, digital-asset flows and staff against the seller narrative.
Define the group perimeter, price process, exclusivity, conditions and access required for final diligence. Price remains on request.
Prepare MAS, C&ED, FINTRAC and Bank of Canada workstreams with the buyer ownership and future-business plan aligned across the group.
Complete only when the agreed regulatory and critical-counterparty conditions are satisfied, with credentials, reporting and open remediation handed over.
FAQ
Straight answers before the information memorandum. If your question is not here, ask us directly
No bank or deposit-taking licence is represented. The owner confirms a Singapore SPI, Hong Kong MSO, Canadian FINTRAC MSB and Bank of Canada PSP footprint. Customer-account and banking products depend on the exact permissions and provider arrangements.
No. The SPI operates below statutory transaction and e-money thresholds. The seller reports an MPI change application, but the current public position remains SPI unless and until MAS grants the change.
An issued MPI licence is not represented. The seller reports an application in progress. Review the filed scope, correspondence and ownership-change impact, and do not assume an outcome or completion date.
An MSO licence covers money changing and/or remittance. It does not by itself establish a virtual-asset, stored-value, banking or general payment-account permission. Any digital-asset workflow needs a separate entity and provider map.
They are not detachable assets. FINTRAC information and the AML programme require updates. More importantly, a registered Bank of Canada PSP must submit a new registration application reflecting an acquisition of control and become registered before acquisition.
That cannot be assumed. The seller reports the relationships, but every counterparty may review incoming ownership, management, source of funds, products and corridors. Critical continuity should be supported by agreements, evidence and written counterparty positions.
Price is on request after buyer qualification and NDA. The buyer should value the group only after the regulatory scope, financials, banking, technology, digital-asset workflow, liabilities and control-change conditions have been tested.
Related guidance
SPI and MPI scope, MAS supervision and payment-services planning.
Thresholds, capital and the distinction between SPI and MPI.
Hong Kong routes and the separate MSO remittance and money-changing perimeter.
FINTRAC registration, AML diligence and the buy-versus-register decision.
Why FINTRAC and Bank of Canada PSP registrations are separate workstreams.
FINTRAC updates, AML handover and buyer-side ownership diligence.
Reviewed by the SKY7 advisory team. Last reviewed: 11 July 2026. This page is general information only, not legal, regulatory, tax, investment or financial advice. The owner confirms the stated active Singapore SPI, Hong Kong MSO, Canadian FINTRAC MSB and Bank of Canada PSP footprint. Exact entity identities, permissions, registration functions, application status, banking, providers, revenue, liabilities, technology, digital-asset workflows and governance are not disclosed or independently established on this anonymous page.
Verify the current MAS Financial Institutions Directory, Hong Kong C&ED MSO register, FINTRAC MSB Registry, Bank of Canada PSP Registry and all underlying agreements before relying on them.
Tell us what you need
Submit the buyer corporate profile, ownership, intended products, target markets and preliminary source-of-funds position. Following mutual NDA and qualification, SKY7 will scope regulatory verification, VDR priorities, the LOI, control-change filings, counterparty continuity and group handover. Price is on request.